In the aftermath of the Third Circuit's decision in Historic Boardwalk Hall LLC v. Commissioner, the IRS has announced its intention to provide guidance for  tax structures where developers work with investors to use Federal Historic Tax Credits to further the development of historic structures.  While the Service acknowledges that Congress supports the rehabilitation of historic buildings, the position of the Service is that partnerships with investors must conform to the Service’s historic requirements for tax partnerships.  It is anticipated that the guidance from the IRS to come in a revenue procedure that provides a safe harbor similar to what Rev. Proc. 2007-65, 2007-45 offers for the section 45 wind energy production tax credit.. If this is the case, we can expect the Service to require that the investors have real upside and downside as a partner which was the Service’s position articulated in the Historic Boardwalk Hall LLC case.